ICP shareholder requisitions EGM to remove three directors
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ICP, which has Travelodge Hotels (Asia) as one of its main operating subsidiaries, is in an advanced stage of negotiations for an investment opportunity.
PHOTO: SPH
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SINGAPORE - Catalist-listed ICP has received a requisition notice from shareholder Ang Kong Meng to convene an extraordinary general meeting (EGM) to pass seven resolutions, it announced on Thursday.
The first is to remove Mr Tan Kok Hiang as the company’s independent non-executive chairman and director, with effect from the date of the EGM.
The second and third resolutions seek to remove ICP directors Koh Tien Gui and Ong Kok Wah from their posts, also with effect from the date of the EGM.
Mr Ang said that the board should take “all necessary steps” to remove the trio from all appointments with the company, its subsidiaries and its associated and investee companies.
He also wants the board to appoint himself and Mr Hor Siew Fu, an independent director and chairman of the audit committee at water treatment company Memiontec, as directors of the company with effect from the date of the EGM.
Mr Ang is currently the owner and executive director of accounting and business advisory firms Ang & Co Public Accounting Corporation and Lee Boon Song & Co Public Accounting Corporation.
He said that he holds a direct interest of 10.99 per cent and indirect interest of 10.35 per cent in ICP.
Other resolutions include the board removing any directors who may have been appointed between the date of the requisition notice and the date of the EGM.
The company also should not carry out any diversification or any capital or fund raising beyond its businesses from the date of the requisition notice, said Mr Ang.
On June 8, ICP proposed to issue some 570.8 million new ordinary shares in the capital of the company at 0.876 cent per share to raise net proceeds of $4.9 million.
The company said it plans to use the funds to expand via strategic partnership and for general working capital purposes.
Mr Ang believes ICP’s recently proposed share placement “does not seem to be a true fund raising as the company has not disclosed any potential acquisitions”. He also alleged that the company intends to “dilute shareholders’ interest”.
ICP’s board disclosed in its response to the notice that Mr Ang had previously sent a requisition letter on Monday requesting an EGM to cease the proposed placement exercise and to conduct the share issuance via a rights issue instead.
Mr Ang on Monday had also called to amend a resolution passed at a previous annual general meeting that allows directors to issue shares via a placement.
ICP said Mr Ang “had not disputed” in the previous requisition letter the need for the company to conduct an equity fund raising and had requested only for the proposed issuance of shares to be conducted by way of a rights issue.
The board also “strongly disagrees” with Mr Ang’s allegation that the “proposed placement was conducted with the intention to dilute shareholders’ interest”.
It added that ICP, which has Travelodge Hotels (Asia) as one of its main operating subsidiaries, is currently in an advanced stage of negotiations for an investment opportunity for which the funding will be used.
Shares of ICP stood unchanged at one cent at the close of trading on Friday. THE BUSINESS TIMES
